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“Just cause” is a term that is used frequently under the Turkish Commercial Code No. 6102 (“TCC”). In broad terms, “just cause” may be defined as a situation in which the relationship between a shareholder and the company and/or between a shareholder and other shareholders becomes unbearable or untenable for valid legal reasons. Although the term “just cause” is frequently employed under the TCC, Turkish lawmakers did not opt to provide an explicit definition of this term under the TCC and instead delegated this duty to the doctrine and the courts.

Shortly after its establishment with the Turkish Data Protection Law No. 6698 (“Law”), the Turkish Data Protection Authority (“DPA”) has started to observe the data protection ecosystem of Turkey. In this regard, the DPA has been focusing on the areas, where data protection concerns are perceived more concentratedly. One of the instruments that the DPA has been putting to use is adopting resolutions, where the violation is prevalent.  It is worth to note that “resolutions” are different than “decisions” in nature within the meaning of the Law.

Nazan Diri Bal, Managing Partner at Diri Legal in Istanbul, reflects on the turbulence of the last six months in Turkey. "There was a slowdown in the market before the June elections," she recalls, "and post-election things remained quiet for a short time, which was followed by dramatic overshooting in exchange rates, resulting in further discomfort in the market. At the beginning, no immediate actions or measures were observed, which caused fears that it was unstoppable. This affected everyone. The lira plunged to a record low, and everyone began moving very cautiously.”

After Turkey’s recent change to executive presidency, the President has made some changes in the government system. Accordingly, instead of the previous two ministries that have been the Ministry of Customs and Trade and the Ministry of Economy, there will be only one Ministry of Trade. As a result, through the Presidential Decree on Presidential Organization No. 1 published on 10.07.2018, the Ministry of Trade (the “Ministry”) now has the authority to initiate dumping or subsidy examinations, upon complaint or, where necessary, ex officio. Although the General Directorate of Imports is now affiliated with the Ministry of Trade, the recent changes remain at a ministerial level and the Board of Evaluation of Unfair Competition in Imports (within the General Directorate of Imports) is yet responsible for resolving matters with respect to actions and measures to be taken with the aim of protecting an industry against damage caused by dumped and/or subsidized imports in case of unfair competition. During the third quarter of 2018, the Ministry has initiated a number of anti-circumvention investigations and announced its decisions upon concluding several of the ongoing expiry review investigations. As in the past, the Ministry has announced its decisions with the communiqués published on the Official Gazette.

After Turkey’s recent change to executive presidency, the President has made some changes in the government system. Accordingly, instead of the previous two ministries that have been the Ministry of Customs and Trade and the Ministry of Economy, there will be only one Ministry of Trade. As a result, through the Presidential Decree on Presidential Organization No. 1 published on 10.07.2018, the Ministry of Trade (the “Ministry”) now has the authority to initiate dumping or subsidy examinations, upon complaint or, where necessary, ex officio. Although the General Directorate of Imports is now affiliated with the Ministry of Trade, the recent changes remain at a ministerial level and the Board of Evaluation of Unfair Competition in Imports (within the General Directorate of Imports) is yet responsible for resolving matters with respect to actions and measures to be taken with the aim of protecting an industry against damage caused by dumped and/or subsidized imports in case of unfair competition. During the third quarter of 2018, the Ministry has initiated a number of anti-circumvention investigations and announced its decisions upon concluding several of the ongoing expiry review investigations. As in the past, the Ministry has announced its decisions with the communiqués published on the Official Gazette.

In the summer of 2018, CEE Legal Matters reported that Turkey’s Garanti Bank had issued its first-ever Gender Bonds. The bonds, valued at USD 75 million and issued in partnership with the Women Entrepreneurs Opportunity Facility launched by the IFC through its Banking on Women Program, and Goldman Sachs 10,000 Women initiative, are meant to finance small enterprises and companies owned or managed by women in Turkey.

The Presidential Decree dated September 12, 2018, on the Amendment of Decree No. 32 on the Protection of the Value of the Turkish Lira (“New Decree”), introduced significant restrictions on the use of foreign currencies in certain agreements between Turkish residents. Below, we explain the scope of the New Decree and discuss possible issues and problems that may arise in relation to the implementation of the New Decree. We also assess the potential effects of the Communiqué (2018/32-51) on the Amendment of the Communiqué on Decree No. 32 on the Protection of the Value of the Turkish Lira (2008/32-34) (“Communiqué”), which was published in the Official Gazette on October 6, 2018, and lists the exceptions to the restrictions imposed by the New Decree.

The Capital Markets Board (“CMB”) issued an announcement on September 27, 2018, on its website and addressed the much-disputed status of digital tokens and Initial Coin Offerings (“ICO”). In this announcement, the Capital Markets Board stated that it does not regulate or supervise ICOs, and also noted that it does not regulate or supervise most practices in which blockchain technologies are being used, such as cryptocurrency offerings and token offerings.

“The Regulation on the Amendments to the Regulation on the Implementation of the Turkish Citizenship Law” (the “Amending Regulation”) has been published in the Official Gazette dated 19 September 2018 and numbered 30540 and entered into force as of its publication date. Along with the publication of the Amending Regulation, the financial and investment criteria to acquire the Turkish citizenship have been reduced.

Corporate and Data Privacy lawyer Asli Yildiz has joined the DMA, a UK trade association for the one-to-one marketing industry that describes itself as "Europe’s largest marketing association," to head up its expanding legal division.

The Communique on the Procedures and Principles Regarding the Implementation of the Article 376 of the Turkish Commercial Code Numbered 6102 (the “Communiqué”) has been published in the Official Gazette dated 15 September 2018, numbered 30536 and entered into force as of its publication date.

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